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Unleashing Financial Engineering: The Alarming Impediment to Valuation Control in Private Equity





The Rise of Private Equity Secondaries: A New Market for Capital

Introduction

Private equity has always been a dynamic and ever-evolving industry, constantly seeking new opportunities and solutions to the problems it faces. In recent years, the industry has had to navigate challenges such as soaring interest rates, slowed acquisition exits due to a drought in mergers and acquisitions, and a decline in new stock listings. However, even in the face of these obstacles, private equity continues to find ways to thrive and adapt. One such example is the rise of private equity secondaries, a new market that offers a unique solution to liquidity and valuation challenges.

The Rise of Private Equity Secondaries

Private equity secondaries have transformed from a niche strategy with $100 billion in assets to a market approaching $500 billion. This growth can be attributed to the rise of other financial engineering techniques, such as “Net Asset Value” (NAV) Loans, which utilize underlying funds owning multiple companies. Private equity firms are also increasingly selling stakes in fund managers to other specialist private equity firms to provide cash to their partners. This expansion of the secondary market showcases the industry’s ability to adapt and find new avenues for capital.

Benefits of Private Equity Secondaries

Private equity secondaries offer several advantages for both fund sponsors and limited partners:

  1. Liquidity: Private equity secondaries provide an opportunity for limited partners to exit their investments near the end of a fund’s life cycle. This allows them to unlock capital and reallocate resources to other investments or strategies.
  2. Valuation: Selling limited partner interests in funds can often be done at a discount to net asset value. This enables fund sponsors to avoid selling underlying portfolios of companies prematurely and potentially missing out on realizing full value.
  3. Flexible Capital: By purchasing limited partner interests, secondary market players provide additional capital to fund sponsors. This capital can be utilized for various purposes, such as funding add-on acquisitions or supporting the growth of portfolio companies.

The Role of Financial Engineering

The rise of private equity secondaries has coincided with the broader adoption of financial engineering techniques within the industry. For instance, NAV Loans have become increasingly prevalent, allowing private equity firms to secure financing using underlying funds that own multiple companies. This innovative approach provides an additional source of capital for investment opportunities and helps address the challenges posed by volatile corporate valuations and limited access to low interest rates.

The Private Equity Landscape

Despite concerns that the golden age of private equity may have passed, the industry continues to attract substantial investments. McKinsey estimates that there are now $12 trillion in assets under private equity management. This impressive figure represents a compound growth rate of 20 percent over the past five years, highlighting the resilience and appeal of private equity as an investment asset class.

The Challenge of Price Discovery

While private markets offer advantages such as flexibility and potential for higher returns, they also present challenges in terms of price discovery. Unlike public markets, private equity valuations can be more subjective and less transparent. This inherent opacity complicates the process of determining fair valuations and makes it more important for investors to conduct thorough due diligence.

The Future of Private Equity

The private equity industry’s ability to continuously find innovative solutions to its challenges is a testament to its adaptability and resilience. As interest rates fluctuate and valuations become more volatile, private equity firms will need to remain agile and forward-thinking in their investment strategies. The rise of private equity secondaries demonstrates that the industry is well-equipped to navigate changing market conditions and generate value for investors.

Conclusion

Private equity secondaries represent a new market for capital that offers unique liquidity and valuation solutions. The growth of this market, alongside the adoption of financial engineering techniques, showcases the private equity industry’s ability to innovate and adapt. Though challenges remain, the industry continues to attract significant investments, and its future looks promising. As the landscape evolves, private equity firms will undoubtedly find new ways to overcome obstacles and generate substantial returns for their investors.


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There is no problem that private equity doesn’t try to solve, including the problem of private equity itself. Interest rates have soared and acquisition exits have slowed amid a drought in mergers and acquisitions and new stock listings. The money churning machine sputters. But here comes a new market.

This week, Goldman Sachs announced that it had raised $15 billion for a private equity fund. The fund will not be used to buy companies. Rather, it will purchase limited partners’ interests in other funds, a transaction known as “secondary.”

In such arrangements, pensions and other institutional investors can be withdrawn, often at a discount to net asset value, near the end of the life of a particular fund. The fund sponsor is not then forced to sell an underlying portfolio of companies before believing he can realize full value.

Private equity secondaries have gone from a niche strategy with $100 billion in assets to one approaching $500 billion. This coincides with the rise of other forms of financial engineering, including “Net Asset Value” Loans, using an underlying fund that owns a number of companies. Recently, Vista Equity relied on a NAV loan to raise the $1 billion of capital it needed for a distressed software investment.

Private equity firms are also increasingly selling stakes in fund managers to other specialist private equity firms to provide cash to their partners.

Some industry veterans say the golden age of private equity has passed now that low interest rates are unavailable and corporate valuations are more volatile. But dollars continue to flow into these alternative assets. McKinsey estimates there are now $12 trillion in assets under private equity management. The total has grown at a compound rate of 20 percent over the past five years.

This complicates true price discovery. Public markets, while not perfect, tend to be a stricter test of fair valuations. The private equity industry deserves credit for continually finding ways to avoid the problem and keep its fee stream going.

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